Result of AGM
Mondi Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1967/013038/06)
JSE share code: MND ISIN: ZAE000156550
Mondi plc
(Incorporated in England and Wales)
(Registration number: 6209386)
JSE share code: MNP ISIN: GB00B1CRLC47
LSE share code: MNDI
3 May 2013
Annual General Meetings - Mondi Limited and Mondi plc
As part of the dual listed company structure, Mondi Limited and Mondi plc
notify both the JSE Limited and the London Stock Exchange of matters required
to be disclosed under the Listings Requirements of the JSE and/or the
Disclosure and Transparency and Listing Rules of the United Kingdom Listing
Authority.
The Annual General Meetings of Mondi Limited and Mondi plc were both held on 3
May 2013. As required by the dual listed company structure, all resolutions
were treated as Joint Electorate Actions and were decided on a poll. All
resolutions at both meetings were passed. The voting results of the Joint
Electorate Actions are identical and are given below. Overall in excess of 83%
of the total Group shares were voted.
The resolutions of Mondi Limited and Mondi plc relating to the implementation
of the Odd-lot Offer (ordinary resolutions 24 and 36) and the specific
authorities to repurchase shares (special resolutions 25 and 37) together with
the resolution to amend the Mondi plc Articles of Association to facilitate an
Odd-lot Offer (special resolution 35), were all passed. The Directors therefore
have the requisite authority to implement an Odd-lot Offer at any time within
the next 18 months.
Resolution Votes % Votes % Votes Votes
Withheld
For Against Total
Common Business:
Mondi Limited and
Mondi plc
1. To re-elect 406,849,784 99.84 654,025 0.16 407,503,809 473,688
Stephen Harris as a
director
2. To re-elect David 406,510,881 99.76 995,589 0.24 407,506,470 473,788
Hathorn as a director
3. To re-elect Andrew 406,511,381 99.76 995,089 0.24 407,506,470 473,788
King as a director
4. To re-elect Imogen 406,932,846 99.86 570,883 0.14 407,503,729 473,768
Mkhize as a director
5. To re-elect John 407,163,452 99.92 340,277 0.08 407,503,729 473,768
Nicholas as a
director
6. To re-elect Peter 406,640,883 99.76 994,889 0.24 407,635,772 473,788
Oswald as a director
7. To re-elect Anne 406,934,737 99.86 571,383 0.14 407,506,120 473,688
Quinn as a director
8. To re-elect David 404,276,362 99.21 3,230,208 0.79 407,506,570 473,688
Williams as a
director
9. To elect Stephen 407,003,161 99.92 340,254 0.08 407,343,415 634,082
Harris as a member of
the DLC audit
committee
10. To elect John 407,003,161 99.92 340,254 0.08 407,343,415 634,082
Nicholas as a member
of the DLC audit
committee
11. To elect Anne 407,002,023 99.92 341,392 0.08 407,343,415 634,082
Quinn as a member of
the DLC audit
committee
Mondi Limited
Business
12. To receive the 407,443,542 100.00 297 0.00 407,443,839 533,658
audited financial
statements
13. To endorse the 405,411,149 99.51 1,981,114 0.49 407,392,263 585,234
remuneration policy
14. To authorise the 407,153,379 99.98 95,257 0.02 407,248,636 728,861
payment of a fee to
the chairman of the
social and ethics
committee*
15. To authorise a 407,314,582 99.98 92,539 0.02 407,407,121 567,376
2.9% increase in
non-executive
director fees*
16. To declare a 407,508,153 100.00 0 0.00 407,508,153 472,105
final dividend
17. To reappoint the 407,288,487 99.95 220,449 0.05 407,508,936 473,561
auditors
18. To authorise the 406,907,760 99.96 161,117 0.04 407,068,877 911,381
DLC audit committee
to determine the
auditors'
remuneration
19. To authorise the 405,350,661 99.94 238,449 0.06 405,589,110 2,383,148
directors to provide
direct or indirect
financial assistance*
20. To place 5% of 317,296,275 77.89 90,051,695 22.11 407,347,970 643,211
the issued ordinary
shares of Mondi
Limited under the
control of the
directors of Mondi
Limited
21. To place 5% of 323,270,311 79.33 84,253,836 20.67 407,506,147 474,111
the issued special
converting shares of
Mondi Limited under
the control of the
directors of Mondi
Limited
22. To authorise the 323,174,908 79.35 84,077,633 20.65 407,252,541 727,717
directors to allot
and issue ordinary
shares of Mondi
Limited for cash‡
23. To authorise 397,613,344 97.74 9,190,681 2.26 406,804,025 1,176,233
Mondi Limited to
purchase its own
shares*
24. To authorise the 405,442,437 99.92 313,374 0.08 405,755,811 2,224,447
directors to make and
implement the Odd-lot
Offer
25. To authorise the 407,812,838 99.92 313,234 0.08 407,496,072 476,186
acquisition of Mondi
Limited ordinary
shares pursuant to
the Odd-lot Offer*
26. To approve an 405,341,683 99.52 1,944,148 0.48 407,285,831 694,427
amendment to the
Mondi Limited LTIP
rules
Mondi plc Business
27. To receive the 407,447,542 100.00 1,297 0.00 407,448,839 533,658
report and accounts
28. To approve the 405,500,992 99.51 1,984,814 0.49 407,485,806 491,691
remuneration report
29. To declare a 407,508,186 100.00 0 0.00 407,508,186 472,072
final dividend
30. To reappoint the 407,283,075 99.95 220,399 0.05 407,503,474 474,023
auditors
31. To authorise the 404,339,927 99.33 2,726,097 0.67 407,066,024 911,473
DLC audit committee
to determine the
auditors'
remuneration
32. To authorise the 317,497,923 77.94 89,884,648 22.06 407,382,571 726,989
directors to allot
relevant securities
33. To authorise the 325,829,081 79.99 81,515,052 20.01 407,344,133 633,364
directors to disapply
pre-emption rights*
34. To authorise 393,002,458 96.44 14,501,824 3.56 407,504,282 473,215
Mondi plc to purchase
its own shares*
35. To approve an 406,805,952 99.89 441,356 0.11 407,247,308 730,189
amendment to the
Mondi plc Articles of
Association*
36. To authorise the 405,535,484 99.92 315,605 0.08 405,851,089 2,129,169
directors to make and
implement the Odd-lot
Offer
37. To authorise the 407,192,317 99.92 315,647 0.08 407,507,964 474,533
directors to make an
off-market purchase
of Mondi plc ordinary
shares pursuant to
the Odd-lot Offer*
38. To approve an 405,246,792 99.52 1,944,799 0.48 407,191,591 793,667
amendment to the
Mondi plc LTIP rules
* Special Resolutions
‡ 75% votes in favour required pursuant to the Listings Requirements of the JSE
Limited.
Philip Laubscher Carol Hunt
Company Secretary Company Secretary
Mondi Limited Mondi plc
Sponsor in South Africa: UBS South Africa (Pty) Ltd